Reduction; Termination of Rights Sample Clauses

Reduction; Termination of Rights. The rights of the Designating Holders to designate Directors under this Section 2.1 shall be reduced and terminated, as applicable, as follows:
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Reduction; Termination of Rights. The right of the Holder to designate directors under this Section 4.1 shall be reduced and terminate as follows: If at any time after the Second Closing the number of shares of Common Stock and 8% Preference Shares (assuming conversion of such shares into Common Stock) held of record by Purchaser and its Affiliates, collectively, represent less than the below specified percentage of the number of shares of Common Stock into which a number of 8% Preference Shares equal to the Original Number would be convertible as of such time of determination, the number of directors that Holder shall be entitled to designate shall be reduced to the number indicated:
Sample 1
Reduction; Termination of Rights. The rights of the Appointing Persons to designate Directors under this Section 2.1 shall be reduced and terminated, as applicable, as follows: Notwithstanding anything to the contrary in Sections 2.1(a)(i)(A) and 2.1(h), if any Appointing Person with the right to designate directors pursuant to Section 2.1(a)(i)(A) (A) has a Securityholder Ownership Percentage of less than 30% but greater than or equal to 20% and has the right to designate more than two Directors pursuant to Section 2.1(a)(i)(A), the number of Directors such Appointing Person has the right to designate pursuant to Section 2.1(a)(i)(A) shall be reduced to two Directors, and (B) has a Securityholder Ownership Percentage of less than 20% but greater than or equal to 10% and has the right to designate more than one Director pursuant to Section 2.1(a)(i)(A), the number of Directors such Appointing Person has the right to designate pursuant to Section 2.1(a)(i)(A) shall be reduced to one Director; provided that if the Company issues Fully Diluted Securities in a transaction under Clause (B) of Permitted Offering that does not trigger the preemptive rights under Section 5.1, the ownership percentages in this Section 2.1(k) shall be adjusted for the new Fully Diluted Securities issued in such Permitted Offering.
Sample 1
Reduction; Termination of Rights. The right of the Stockholder to designate directors under this Section 8 shall be reduced and terminated as follows:
Sample 1
Reduction; Termination of Rights. The right of Hxxxx Muse and the NHM Subordinated Noteholders to designate directors under this Section 4. 1 shall be reduced and terminate as follows: If at any time after the Distribution Date the number of shares of Common Stock and 9% Preference Shares (assuming conversion of such shares into Common Stock) held of record by (i) Hxxxx Muse and its Affiliates, collectively, or (ii) the NHM Subordinated Noteholders and their Affiliates, collectively, represent less than the below specified percentage of the number of the HM Plan Voting Securities or the NHMSN Plan Voting Securities, as applicable (in each case, the number of shares constituting HM Plan Voting Securities and NHMSN Plan Voting Securities shall be determined assuming full conversion of 9% Preference Shares into the number of shares of Common Stock into which such 9% Preference Shares are convertible as of such time of determination), the number of directors and compensation committee members that Hxxxx Muse and the NHM Subordinated Noteholders shall be entitled to designate shall be reduced to and/or equal the number indicated: PERCENTAGE OF HM PLAN VOTING SECURITIES HELD HXXXX MUSE BY HXXXX MUSE AND HXXXX MUSE COMPENSATION COMMITTEE ITS AFFILIATES DIRECTORS MEMBERS --------------------------- --------- ---------------------- Less than 80% but equal to or 4 2 more than 60% Less than 60% but equal to or 3 2 more than 40% Less than 40% but equal to or 2 1 more than 20% Less than 20% but equal to or 1 1 more than 10% Less than 10% 0 0 PERCENTAGE OF NHMSN PLAN VOTING SECURITIES NHM HELD BY NHM SUBORDINATED SUBORDINATED NOTEHOLDER NOTE/SOLDERS NHM SUBORDINATED COMPENSATION COMMITTEE AND THEIR AFFILIATES NOTEHOLDER DIRECTORS MEMBERS --------------------- --------------------- ----------------------- Less than 70% but equal to or 2 1 more than 40% Less than 40% but equal to or 1 1 more than 10% Less than 10% 0 0 Upon written request to Hxxxx Muse or NHM Subordinated Noteholders at any time that the number of Agreed Designees exceeds the number of directors Hxxxx Muse or NHM Subordinated Noteholders shall be entitled to designate pursuant to this Section 4.1.6, Hxxxx Muse or NHM Subordinated Noteholders shall cause one or more of its Agreed Designees to resign from the Board as necessary to reduce the number of Hxxxx Muse or NHM Subordinated Noteholders designees to the number such Persons are then entitled to designate.
Sample 1

Related to Reduction; Termination of Rights

  • Termination of Rights The right of first refusal granted the --------------------- Company by Section 3(b) above and the option to repurchase the Shares in the event of an involuntary transfer granted the Company by Section 3(c) above shall terminate upon the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act. Upon termination of the right of first refusal described in Section 3(b) and the expiration or exercise of the Repurchase Option, a new certificate or certificates representing the Shares not repurchased shall be issued, on request, without the legend referred to in Section 6(a)(ii) below and delivered to Purchaser.

  • Expiration/Termination The term of this Agreement will commence on the Effective Date and expire at the end of the period specified in the “Term” Section of the Business Terms Exhibit, unless sooner terminated pursuant to the provisions of this Section 9 or extended by mutual written agreement of the parties (the “Term”). Civitas may terminate this Agreement upon written notice to Consultant (a) at any time for Cause (as defined below) or (b) at any time after Consultant’s commencement of employment with a 3rd party for greater than twenty (20) hours per week. Consultant may terminate this Agreement at any time without cause upon not less than thirty (30) days’ prior written notice to Civitas. Any expiration or termination of this Agreement shall be without prejudice to any obligation of either party that has accrued prior to the effective date of expiration or termination, provided that, if Civitas terminates this Agreement without Cause, then all consulting fees that would have been paid during the Term had Civitas not terminated the Agreement without Cause, shall be paid to Consultant in one lump sum upon the effective date of the termination of this Agreement. Upon expiration or termination of this Agreement, neither Consultant nor Civitas will have any further obligations under this Agreement, except that (a) Consultant will terminate all Consulting Services in progress in an orderly manner as soon as practicable and in accordance with a schedule agreed to by Civitas, unless Civitas specifies in the notice of termination that Consulting Services in progress should be completed; (b) Consultant will deliver to Civitas all Work Product made through expiration or termination; (c) Civitas will pay Consultant any monies due and owing Consultant under this Agreement and all authorized expenses actually incurred; (d) Consultant will immediately return to Civitas all Civitas Materials and other Confidential Information and copies thereof provided to Consultant under this Agreement; and (e) the terms, conditions and obligations under Sections 3, 5, 6, 7, 8, 9 and 10 will survive expiration or termination of this Agreement. For purposes of this Agreement, “Cause” shall mean Consultant’s conviction of, or guilty plea to, a felony, (ii) Consultant’s commission of a fraudulent, illegal or materially dishonest act in connection with Consultant’s engagement by Civitas, as reasonably determined by Civitas’ Board of Directors acting in good faith, or (iii) Consultant’s willful and repeated failure or refusal to attempt to perform Consultant’s duties to Civitas or material breach of this Agreement or any other agreement between Civitas and Consultant.

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